SEC Form 4 · accession 0000100493-16-000208
TYSON FOODS, INC. · TSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Howell P Carper
Officer — EVP Strategy and New Ventures
Period of report
Mar 17, 2016
Accepted (ET)
Apr 22, 2016 · 12:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000100493
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Mar 17, 2016 | J | 129 | $0.00 | A | 52,783 | D | |
| Class A Common StockF2 | Apr 20, 2016 | M | 12,100 | $19.36 | A | 64,883 | D | |
| Class A Common StockF2 | Apr 20, 2016 | M | 24,833 | $31.82 | A | 89,716 | D | |
| Class A Common StockF2 | Apr 20, 2016 | M | 27,830 | $42.26 | A | 117,546 | D | |
| Class A Common StockF4,F2 | Apr 20, 2016 | S | 64,763 | $63.765 | D | 52,783 | D | |
| Class A Common StockF5 | Apr 21, 2016 | J | 301 | $0.00 | A | 6,319 | I | Employee Stock Purchase Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Options (Right to Buy) | $19.36 | Apr 20, 2016 | M | 12,100 | D | Nov 26, 2013 | Nov 26, 2022 | Class A Common Stock | 12,100 | 0 | D |
| Non-Qualified Stock Options (Right to Buy) | $31.82 | Apr 20, 2016 | M | 24,833 | D | Nov 22, 2014 | Nov 22, 2023 | Class A Common Stock | 24,833 | 24,833 | D |
| Non-Qualified Stock Options (Right to Buy) | $42.26 | Apr 20, 2016 | M | 27,830 | D | Nov 21, 2015 | Nov 21, 2024 | Class A Common Stock | 27,830 | 55,660 | D |
Explanation of responses
- F1Represents shares of the Issuer's Class A Common Stock received by the Reporting Person pursuant to the Issuer's dividend reinvestment plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16a-11.
- F2Includes 9,325.762 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2016 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; includes 7,805.220 shares of Class A Common Stock which vest on the fourth business day following the filing of the Issuer's Annual Report on Form 10-K for its 2017 fiscal year if the performance metrics described in the applicable Stock Incentive Agreement are achieved; and, includes 8,475.039 shares of Class A Common Stock which vest on December 1, 2018 if the performance metrics described in the applicable Stock Incentive Agreement are achieved.
- F3On March 22, 2016, the Reporting Person placed an order with his broker to exercise outstanding options to purchase 64,763 shares of the Issuer's Class A Common Stock and sell said shares if the market price decreased to $64.00 per share, which occurred on the transaction date reported herein.
- F4This is a weighted average price. These shares were sold in multiple transactions on April 20, 2016 at prices ranging from $63.61 to $63.95, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.
- F5Represents shares of the Issuer's Class A Common Stock purchased for the Reporting Person's account under the Issuer's Employee Stock Purchase Plan since the last Statement of Changes in Beneficial Ownership was filed by the Reporting Person. Such acquisitions are exempt from Section 16 concurrent reporting requirements pursuant to Rule 16b-3.